Purchase and Sale Clause Example from Business Contracts

Purchase and Sale. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, (i) the Firm Shares at a purchase price of $[●] per share, (ii) the Pre-Funded Warrants at a purchase price of $[●] per warrant and (iii) the Firm Common Warrants at a purchase price of $[●] per warrant, the respective amounts of the Firm Shares, the P...re-Funded Warrants and the Firm Common Warrants set forth opposite such Underwriter's name in Schedule I hereto. The aggregate purchase price to be paid by the several Underwriters in respect of the Firm Securities shall be $[●]. (b) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company hereby grants an option to the several Underwriters to purchase, severally and not jointly, up to [●] Option Shares and/or (at the option of the Underwriters) (ii) up to [●] Option Common Warrants, at the same purchase price as the Underwriters shall pay for the Firm Securities. Said option may be exercised only to cover over-allotments in the sale of the Firm Securities by the Underwriters. Said option may be exercised in whole or in part at any time on or before the 45th day after the date of the Prospectus upon written or telegraphic notice by the Representative to the Company setting forth the number of shares of the Option Shares and/or Option Common Warrants as to which the several Underwriters are exercising the option and the settlement date. The number of Option Shares and/or Option Common Warrants to be purchased by each Underwriter shall be the same percentage of the total number of shares of the Option Shares and Option Common Warrants to be purchased by the several Underwriters as such Underwriter is purchasing of the Firm Securities, subject to such adjustments as needed to eliminate any fractional shares. View More